0000103730-16-000081.txt : 20160524 0000103730-16-000081.hdr.sgml : 20160524 20160524162102 ACCESSION NUMBER: 0000103730-16-000081 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160524 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160524 DATE AS OF CHANGE: 20160524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VISHAY INTERTECHNOLOGY INC CENTRAL INDEX KEY: 0000103730 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 381686453 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07416 FILM NUMBER: 161672106 BUSINESS ADDRESS: STREET 1: 63 LANCASTER AVENUE CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 6106441300 MAIL ADDRESS: STREET 1: 63 LANCASTER AVENUE CITY: MALVERN STATE: PA ZIP: 19355 8-K 1 form8-k.htm VISHAY INTERTECHNOLOGY, INC. 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934


 
Date of Report (Date of earliest event reported)     May 24, 2016
   

Vishay Intertechnology, Inc.
 
(Exact name of registrant as specified in its charter)


Delaware
1-7416
38-1686453
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)

   
63 Lancaster Avenue
Malvern, PA  19355-2143
19355-2143
(Address of Principal Executive Offices)
Zip Code
 
Registrant's telephone number, including area code    610-644-1300

 
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 5.07 – Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Stockholders, Vishay's stockholders elected four directors to hold office until the 2019 annual meeting and ratified the appointment of Ernst & Young LLP as Vishay's independent registered public accounting firm for the year ending December 31, 2016.

Each share of common stock is entitled to one vote, and each share of Class B common stock is entitled to ten votes.

The results of the votes of stockholders on each matter set forth at the Annual Meeting are as follows:

Election of Directors to Hold Office until 2019
 
   
For
    
Withheld
    
Broker Non-Votes
  
Dr. Gerald Paul
                  
  Common stock
    
107,583,504
      
2,899,640
      
10,210,870
  
  Class B common stock
    
11,992,632
      
-
      
262
  
  Total voting power
    
227,509,824
      
2,899,640
      
10,213,490
  
Frank Dieter Maier
                        
  Common stock
    
106,176,392
      
4,306,752
      
10,210,870
  
  Class B common stock
    
11,974,611
      
18,021
      
262
  
  Total voting power
    
225,922,502
      
4,486,962
      
10,213,490
  
Timothy V. Talbert
                        
  Common stock
    
109,391,351
      
1,091,793
      
10,210,870
  
  Class B common stock
    
11,992,632
      
-
      
262
  
  Total voting power
    
229,317,671
      
1,091,793
      
10,213,490
  
Thomas C. Wertheimer
                        
  Common stock
    
109,302,582
      
1,180,562
      
10,210,870
  
  Class B common stock
    
11,992,632
      
-
      
262
  
  Total voting power
    
229,228,902
      
1,180,562
      
10,213,490
  
 
Ratification of Appointment of Independent Registered Public Accounting Firm
 
   
For
    
Against
    
Abstain
    
Broker Non-Votes
  
  Common stock
    
119,761,513
      
740,918
      
191,583
      
-
  
  Class B common stock
    
11,992,894
      
-
      
-
      
-
  
  Total voting power
    
239,690,453
      
740,918
      
191,583
      
-
  
 
Item 8.01 – Other Events.

Cash Dividend Declaration

On May 24, 2016, Vishay declared a quarterly cash dividend of $0.0625 per share of common stock and Class B common stock outstanding payable on June 29, 2016 to stockholders of record at the close of business on June 15, 2016. A copy of the press release announcing the dividend declaration is attached as Exhibit 99.1 to this report.
 
Item 9.01 – Financial Statements and Exhibits.
 
(d) Exhibits

Exhibit No.
  
Description
  
       
99.1
  
Press release dated May 24, 2016.

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: May 24, 2016

 
VISHAY INTERTECHNOLOGY, INC.

 
By:
/s/ Lori Lipcaman

 
Name:
Lori Lipcaman
 
Title:
Executive Vice President and
   
Chief Financial Officer

EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1
Exhibit 99.1
 
Vishay Intertechnology Declares Quarterly Dividend

MALVERN, PENNSYLVANIA – May 24, 2016 Vishay Intertechnology, Inc. (NYSE: VSH), announced today that the Company's Board of Directors declared a dividend of $0.0625 per share of common stock and Class B common stock. The dividend is to be paid on June 29, 2016 to stockholders of record as of the close of business on June 15, 2016.  Future dividends will be subject to Board approval.

About Vishay
Vishay Intertechnology, Inc., a Fortune 1,000 Company listed on the NYSE (VSH), is one of the world's largest manufacturers of discrete semiconductors (diodes, MOSFETs, and infrared optoelectronics) and passive electronic components (resistors, inductors, and capacitors). These components are used in virtually all types of electronic devices and equipment, in the industrial, computing, automotive, consumer, telecommunications, military, aerospace, power supplies, and medical markets. Vishay's product innovations, successful acquisition strategy, and "one-stop shop" service have made it a global industry leader. Vishay can be found on the Internet at http://www.vishay.com.

Forward-Looking Statements
Statements contained herein that relate to the Company's future performance, including statements with respect to quarterly cash dividends, are forward-looking statements within the safe harbor provisions of Private Securities Litigation Reform Act of 1995. Such statements are based on current expectations only, and are subject to certain risks, uncertainties and assumptions, many of which are beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results, performance, or achievements may vary materially from those anticipated, estimated or projected. Among the factors that could cause actual results to materially differ include: general business and economic conditions; delays or difficulties in implementing our cost reduction strategies; changes in foreign currency exchange rates; changes in applicable domestic and foreign tax regulations; and other factors affecting our operations that are set forth in our filings with the Securities and Exchange Commission, including our annual reports on Form 10-K and our quarterly reports on Form 10-Q. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
 

Contact:
Vishay Intertechnology, Inc.
Peter G. Henrici
Senior Vice President, Corporate Communications
+1-610-644-1300